FacultyFaculty/Author Profile

John K. Hughes

Sidley Austin LLP

Washington, DC, USA


John K. Hughes is a partner in the Mergers and Acquisitions group and Private Equity group. He practices out of the Washington, D.C. office. For 25 years, he has been involved in representing clients in merger and acquisition and private equity transactions, including acquisitions, divestitures, take-privates, recapitalizations and restructurings, strategic investments (minority and majority), cross-border transactions, joint ventures, debt and equity financings, and commercial lending. In these transactions, he has represented the full range of deal participants, including bidders (U.S. and non-U.S.), targets, private equity sponsors, hedge funds (as private equity investors, financing sources, and investors), private investors, management teams, public companies and private companies, joint venture partners, boards of directors and special committees, investment banking firms and financing sources, arbitrageurs, and others involved in the transactional process. He also has represented governmental agencies (Federal and State) engaged in M&A transactions, and is familiar with associated public policy considerations involved in those settings. He has been involved in and provides advice on all phases of the transaction process, ranging from initial planning and strategic assessment, to deal structuring and negotiation, to execution and to post-acquisition advice to portfolio companies. He represents investment banking firms in their role providing M&A financial advisory services to clients on transactional matters, and as providers of fairness and solvency opinions. He counsels clients on general corporate and strategic business-related matters, including directors’ fiduciary duties and responsibilities and other aspects of corporate governance and disclosure matters, and he has experience working on transactions in bankruptcy and other distressed settings.

Mr. Hughes has worked across industries, including manufacturing, financial institutions, technology, gaming, media and telecommunications, consumer products, retail, airlines, aerospace and defense, healthcare and pharmaceutical, real estate and REITs, energy and other regulated businesses. He often works in tandem with members of the firm’s industry practice groups, where industry-specific regulatory and other matters are involved.

Mr. Hughes is actively involved in the American Bar Association’s Mergers & Acquisitions Committee, comprised of more than 4,000 M&A specialists from across the United States, Canada, and more than 20 other countries. He currently serves as Vice Chair of the M&A Committee. In 2006 he co-founded, and from 2006-2015 served successively as Vice Chair, Co-Chair, and Chair of, the M&A Committee’s Subcommittee on Private Equity M&A (1,500 members), organizing presentations and speakers (practitioners, bankers, academics, industry participants, judges) on current topics in Private Equity and M&A. The Subcommittee also participated in development of the ABA’s initial Private Equity Buyer/Public Target Mergers & Acquisitions Deal Points Study. He is a member of the M&A Committee’s other Subcommittees and Task Forces (Market Trends; Public Company M&A; International M&A; Dictionary of M&A Terms, Financial Advisors; Governance Issues in Business Combinations). He graduated from Syracuse University College of Law and from Boston College, and attended St. John’s College, University of Durham (England) and The Fletcher School of Law and Diplomacy. He was Editor of the Syracuse Law Review, and received the "Anderson Publication Award" for his student Note (The Constitutionality of the Bankruptcy Court and the Ongoing Search for a Principled Distinction Between Article I and Article III Courts: A Re-evaluation After Northern Pipeline v. Marathon).

Earlier, Mr. Hughes held positions on the staff of the Secretary of Health, Education and Welfare in the Carter Administration. He subsequently assisted that Cabinet Secretary on a book (Governing America: An Insider’s Report from the White House and the Cabinet) (Simon & Schuster) that addressed domestic public policy topics. He served as Special Assistant to the Special Counsel, Committee on Standards of Official Conduct, U.S. House of Representatives (investigation into alleged wrongdoing by Members of Congress and Congressional Pages).

John K. Hughes is associated with the following items:
Web Segment  Web Segment Appraisal Developments - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
CHB Chapters  CHB Chapters Sidley Austin LLP Update: Delaware Appraises Company at 57% Below Merger Price (July 25, 2017) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Sidley Austin LLP Update: In Latest Appraisal Case, Delaware Court of Chancery Relies on Merger Price to Determine “Fair Value” and Provides Appraisal Proceedings Primer (August 5, 2017) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Sidley Austin LLP Update: Delaware Appraisal Matters (June 23, 2017) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Hon. Sam Glasscock III, Ruminations on Appraisal—What are the policy implications of a dissenter’s right to appraisal in a “clean” transaction? Delaware Lawyer, Summer 2017 - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Sidley Austin LLP Update: Delaware Supreme Court Reverses DFC Global Appraisal Ruling Finding Merger Price Deserved Greater Weight in Determining Fair Value (August 5, 2017) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Sidley Austin LLP Update: Delaware Uses DCF Analysis in Appraisal for Private Company Merger (August 16, 2016) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
John K. Hughes, DFC Global and Appraisal of a Fully-Shopped Company Above the Merger Price: The Evolving Framework for Assessing Merger Price in the Search for Fair Value, Deal Points—The Newsletter of the Mergers and Acquisitions Committee; Volume XXI, Issue 3, Fall 2016 - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
Sidley Austin LLP Update: Delaware Appraisal: Flawed Sales Process Precludes Reliance on Merger Price as Determinant of Fair Value (November 15, 2016) - Mergers & Acquisitions 2018: Advanced Trends and Developments, Tuesday, January 16, 2018
MP3 Audio  MP3 Audio Appraisal Developments - Appraisal Developments, Tuesday, January 16, 2018
Transcripts  Transcripts Appraisal Developments - Appraisal Developments, Tuesday, January 16, 2018
MP4 - Mobile Video Seg  MP4 - Mobile Video Seg Appraisal Developments - Appraisal Developments, Tuesday, January 16, 2018
On-Demand Web Programs  On-Demand Web Programs Mergers & Acquisitions 2018: Advanced Trends and Developments, Friday, January 19, 2018, New York, NY
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